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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy Common Stock) | $ 6.938 | 12/14/2005 | M | 15,000 | 02/26/1999(4) | 02/26/2008 | Common Stock | 15,000 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy Common Stock) | $ 4.968 | 12/14/2005 | M | 12,000 | 02/25/2000(5) | 02/25/2009 | Common Stock | 12,000 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy Common Stock) | $ 6.625 | 12/14/2005 | M | 12,000 | 02/23/2001(6) | 02/23/2010 | Common Stock | 12,000 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy Common Stock) | $ 9.88 | 12/14/2005 | M | 10,000 | 02/21/2002(7) | 02/21/2011 | Common Stock | 10,000 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy Common Stock) | $ 4.1 | 12/14/2005 | M | 5,000 | 02/20/2003(8) | 02/20/2012 | Common Stock | 5,000 | $ 0 | 7,000 | D | ||||
Stock Option (Right to Buy Common Stock) | $ 4.1 | 12/15/2005 | M | 7,000 | 02/20/2003(9) | 02/20/2012 | Common Stock | 7,000 | $ 0 | 0 | D | ||||
Stock Option (Right to Buy Common Stock) | $ 3.44 | 12/15/2005 | M | 1,400 | 02/18/2004(10) | 02/18/2013 | Common Stock | 1,400 | $ 0 | 6,600 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CATANI ALBERT J II THE LAMSON & SESSIONS CO. 25701 SCIENCE PARK DRIVE CLEVELAND, OH 44122 |
Vice President-Manufacturing |
/s/ Aileen Liebertz, Attorney-in-Fact for Albert J. Catani, II | 02/03/2006 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Total also includes 740 restricted shares (grant previously reported) vesting on February 18, 2006. |
(2) | Balance held by the Trust as of December 31, 2005. Total adjusted to reflect distribution of 7,789 shares from the Trust to the Reporting Person, who now holds them directly. |
(3) | Held under The Lamson & Sessions Co. Deferred Savings Plan (the "401(k) Plan"), exempt under Rule 16b-3(c). Total adjusted to reflect ongoing acquisitions under the 401(k) Plan since Reporting Person's last report. |
(4) | Exercisable over three years as follows: one-third on February 26, 1999; one-third on February 26, 2000; and one-third on February 26, 2001, with the number of shares vested in each year rounded to the nearest whole share. |
(5) | Exercisable over three years as follows: one-third on February 25, 2000; one-third on February 25, 2001; and one-third on February 25, 2002, with number of shares vested in each year rounded to the nearest whole share. |
(6) | Exercisable over three years as follows: one-third on February 23, 2001; one-third on February 23, 2002; and one-third on February 23, 2003 with the number of shares vested in each year rounded to the nearest whole share. |
(7) | Exercisable over three years as follows: one-third on February 21, 2002; one-third on February 21, 2003; and one-third on February 21, 2004, with number of shares vested in each year rounded to the nearest whole share. |
(8) | Exercisable over three years as follows: one-third on February 20, 2003; one-third on February 20, 2004; and one-third on February 20, 2005, with number of shares vested in each year rounded to the nearest whole share. |
(9) | Exercisable over three years as follows: one-third on February 20, 2003; one-third on February 20, 2004; and one-third on February 20, 2005, with number of shares vested in each year rounded to the nearest whole share. |
(10) | Exercisable over three years as follows: one-third on February 18, 2004; one-third on February 18, 2005; and one-third on February 18, 2006, with number of shares vested in each year rounded to the nearest whole share. |
Remarks: Form 2 of 2 |